How Nscale Finances Its GPUs
Nscale, a GPU cloud based in London, filed for a U.S. listing on September 18. Its filing shows five ways of borrowing against GPUs. The price of each follows who stands behind the customer contract. Microsoft-backed debt pays SOFR plus 2.375%. Loans backed by smaller or undisclosed customers pay 5.5% to 7.5% over SOFR, plus a minimum return for the lender.
01 The Stack in One Table
| Facility | Size | Price | Customer behind it | How the loan is sized | Lender protection |
|---|---|---|---|---|---|
| Ward County DDTL | $1.85B | SOFR + 2.375% ($1.22B); swap rate + 2.375% ($630M) | Microsoft, named in the agreement | Lesser of 90% of GPU cost and a 1.30x coverage test | Parent residual value guarantee |
| Madison County DDTL | $1.2B | SOFR + 2.375% ($830M); fixed tranche ($370M) | Name redacted | Same 90% and 1.30x test | Parent guarantees for bad acts and the service agreement |
| GPU credit agreement | $1.42B | SOFR + 5.00%, then 5.25% after a step-up date | Investment-grade customers only | Up to 80% of cost once revenue starts | 2% prepayment premium in the first two years |
| Macquarie, Iceland | $332M | SOFR + 5.50% | Name redacted | A redacted share of the equipment price | Lender receives at least 1.18x its commitment |
| Macquarie, Glomfjord | $105M | SOFR + 7.50% | Spring (SG) Pte. Ltd. | Loans of at most 75% of the GPU price | Lender receives 1.15x to 1.40x its commitment |
| Dell bridge leases | $2.54B | Rent includes about $34.8M of financing charges | Ward County and North Carolina deployments | n/a | Security in the equipment; parent guarantee |
| Convertible notes | $3.36B | Convert into shares at the IPO | n/a | n/a | Unsecured |
Sizes are commitments. Stated spreads leave out upfront fees, discounts and return floors, so the lender's all-in return runs higher on several rows. The convertible figure is from Nscale's September 25 release; the S-1 records a subscription of at least $3.1 billion.
Floating spreads at signing from the filed agreements. Fixed tranches are left out. Spreads leave out fees, and the Macquarie loans also guarantee the lender a minimum return, so their all-in cost runs higher than the bar.
Commitments, not drawn amounts. The Dell figure is total rent across the bridge schedules. The convertible figure is from Nscale's September 25 release.
02 Ward County: The Microsoft Loan
The Ward County facility in Texas is $1.85 billion, signed August 27, 2026. The credit agreement names Microsoft Corporation as the customer. Microsoft's service contract is assigned to the borrower, a special purpose vehicle (SPV) that owns the GPUs. The buyer's credit sets the price of the debt. Lenders count on little value from the GPUs once the contract ends, so the loan must be repaid by Microsoft's final payment.
- Price. $1.22 billion floats at SOFR plus 2.375%. A $630 million fixed tranche pays 2.375% over the swap rate.
- Size. Each draw is the lesser of 90% of GPU capital spending and the amount a 1.30x debt-service coverage test supports.
- Residual value guarantee. The parent signs a "Limited Parent Guarantee (RVG)" for a "residual value" guarantee and indemnity. It covers the case where Microsoft rejects a tranche before accepting it. IREN's Microsoft financing carries the same feature.
- Rating. The S-1 says the facility "received investment-grade ratings with a stable outlook." Moody's rates it Baa1.
The Madison County facility in North Carolina follows the same template at $1.2 billion: SOFR plus 2.375%, the same 90% and 1.30x sizing, and investment-grade ratings per the S-1. Its customer's name is redacted. It carries parent guarantees for bad acts and the service agreement, but no residual value guarantee.
03 The Investment-Grade-Only DDTL
Nscale's first GPU credit agreement, signed February 11, 2026, is a $1.42 billion delayed draw term loan with up to $350 million more. Its concentration limits allow "zero percent (0.0%)" of loans against customers that are not investment grade. Even so, it pays SOFR plus 5.00%, rising to 5.25% after a step-up date.
- Advance rates by contract. Up to 80% of cost once an investment-grade contract pays revenue, and 50% for on-demand and short-term contracts.
- Amendments. Three amendments followed by April 29, 2026. The third waived a default notified on April 16 over certain security obligations.
The gap to Ward County is about 2.6 points on the same customer quality. The filing does not explain it. Ward County is newer, larger and backed by one named customer. Read the comparison with care: the deals differ in term, fees and structure.
04 Macquarie: Loans with a Return Floor
Two smaller loans from Macquarie add a minimum multiple on invested capital (MOIC). The lender must receive a set multiple of its commitment in interest and principal, however early the loan ends.
- Iceland. $331.9 million at SOFR plus 5.50%. Each lender must receive no less than its commitment "multiplied by 1.18."
- Glomfjord, Norway. $105 million at SOFR plus 7.50%. The multiple starts at 1.15x and rises monthly to 1.40x after 37 months. Loans may not exceed 75% of the GPU purchase price.
- A named customer. Glomfjord's customer is Spring (SG) Pte. Ltd. of Singapore. The collateral is 2,304 NVIDIA GPUs in 32 NVL72 servers, with their warranties.
The floors mean the stated spread understates what these lenders earn. The same caveat applies on the /credit spread chart.
05 Dell Bridge Leases
In April 2026 Nscale signed two framework agreements with Dell Financial Services for equipment leases. By September 4 it had 40 payment schedules, with about $2.54 billion of initial-term rent, including about $34.8 million of financing charges.
- Short terms. Ward County schedules run four months and the North Carolina schedules three, each with a one- or two-month extension at the lessee's option.
- Security. Dell holds a security interest in the equipment and its proceeds. Nscale Global Holdings guarantees the payments.
The leases carry the GPUs until the delayed draw loans fund.
06 The Convertible and NVIDIA
On September 15 Nscale signed a subscription for at least $3.1 billion of unsecured convertible loan notes: $2.1 billion of notes and a further $1.0 billion from NVIDIA, closing around November 16. The notes convert into shares automatically when the offering completes. NVIDIA's portion converts into non-voting shares.
Nscale's September 25 release puts the raise at $3.36 billion, led by Third Point: $2.36 billion at closing and $1 billion from NVIDIA. The notes are equity-linked and unsecured, so they are outside the GPU-backed debt on /credit.
07 What the Filing Leaves Out
- Anthropic. On August 25, 2026 Nscale signed four GPU services agreements with Anthropic, for up to about $44.6 billion. They cover NVIDIA Vera Rubin NVL72 capacity at the Monarch Compute Campus in Mason County, West Virginia. Each tranche has a multi-year term from acceptance; the length is not stated. The S-1 says no binding financing commitments are in place for them yet.
- Customers. The Madison County and Iceland customers are redacted.
- Terms. Most upfront fees, the Iceland advance rate and the swap levels on the fixed tranches are not disclosed.
- Equipment. Nscale had $24.0 billion of technology equipment on order at June 30, 2026, with no GPU count.
How lenders take GPUs as collateral is covered in The GPU SPV. Every Nscale facility above is a row on the credit ledger.
08 Sources
- Nscale Limited, Form S-1, filed September 18, 2026, SEC accession 0001193125-26-395475: prospectus (Description of Certain Indebtedness; commitments; customers)
- Exhibit 10.23, Ward County credit agreement (Microsoft as Customer; Limited Parent Guarantee (RVG)); Exhibit 10.24, Madison County credit agreement
- Exhibit 10.14, GPU credit agreement; Exhibits 10.15 to 10.17, Amendments No. 1 to No. 3 (waiver of the Specified Default)
- Exhibit 10.22, Iceland facility (Macquarie; minimum MOIC 1.18); Exhibit 10.12, Glomfjord facility (Macquarie; MOIC coefficient; Spring (SG) Pte. Ltd.)
- Exhibit 10.20, Dell Financial Services Global Framework Agreement (form)
- Nscale release, September 25, 2026: $3.36 billion pre-IPO convertible financing led by Third Point
Figures checked against the filed text on 2026-10-02. CCIR takes no view on the offering.